Beastly
by vivisect
Summary: Nora misunderstands Maxson's request to wake him up. SOMNOPHILIA. DUBCON. PWP.


Originally written for the Fallout Kink Meme, and dedicated to my dear friend Fancy. Her story, _Paper Moon, Lead Balloon_ , crippled me with UST, so I had to write this. You can find it on AO3. Enjoy!

* * *

"May I have a word, Knight?"

She blinked. "Sir?"

They had just finished giving their report to Elder Maxson when he called out to her. Danse excused himself and they listened to the heavy footing of his power armor travel up the ladder before Maxson continued.

"I trust you will be staying with us for the next few days?"

"Yes, sir. That was my plan."

"Then I wonder if I may make a request of you. And this is a request, Knight - you are under no obligation to obey." What could Elder Maxson possibly request from her? Her curiosity was piqued. "I only ask this of my most trusted crew," he continued. "I say this not to coerce you, but to impress upon the importance of my request."

"I understand, sir."

Maxson breathed in silently, the action puffing his already enormous chest out.

"I need you to wake me up."

She blanked.

"...What?"

"Every morning, I need to be ready by 6am. I have a difficult time waking, however. I would need you to enter my quarters and rouse me. Ensure that I am standing on my feet." He took in her dumbfounded look. "Is there an issue, Knight?"

"I guess… I just don't understand... Why me? Specifically? Is there not just one person who can wake you every morning?"

"It would be… unfair to ask a single person to wake me every single day. I know it can be taxing on the body to wake at such a time, especially if they're not used to it. Additionally, I can be…" he coughed into a fist, "I'm told I can get beastly. I would not ask this of one person every day."

...Taxing? Beastly? She quirked an eyebrow. Was it so strenuous to wake early? She supposed it would get tiring if the Elder got boisterous and she needed to - what - wrestle him?

Quite suddenly, she remembered various rumors of Elder Maxson taking a new lover every week. Of early morning rendezvous that caused obscene sounds to leak from his door. Her mouth went dry and her breathing hitched. Was this the truth of what he was asking? Nora wondered why he wouldn't just ask outright - he was the Elder, after all - but perhaps this was... forbidden . Nora scolded herself. That was it - no more Harlequins for her. Besides, he was so young , and he asked this of her? A woman newly in her 250's? Nora licked her lips, swallowing thickly as her gaze dropped to the space between their feet. She was sure she was burning up.

She couldn't say she hadn't thought about it.

Nora chose her words carefully. She absolutely didn't want to misunderstand the situation. There was no way he was asking what she thought he was asking. "Sir, um," she cleared her throat, "What sort of ... permissions… do I have? In this. Request."

She heard his coat squeak as he shifted. She dared not look up.

"Anything. I must wake up, Knight." Was his voice huskier, deeper?

She shuddered out a breath and screwed her eyes shut. Biting her lip, she nodded.

"You accept?"

"...Yes, sir," she answered, already weak.

"Excellent. 5:30 is an acceptable time to enter, though you might want to arrive earlier as you are unfamiliar with my habits. It may take time for you to formulate a strategy. I would ask you to wake me for the next five days." She breathed in sharply. Five days of fucking Elder Maxson. "Is that suitable for your schedule?"

"Yes sir."

There was silence before he sighed. "Knight. Look at me." Her gut did somersaults, imagining him asking the same thing of her as he loomed over her, pounding into her. Nora raised her head, trying not to trail her eyes over the body that she would soon know intimately before coming to stop on his face. His eyebrow was raised slightly and she couldn't understand why. "Do you have any questions?"

She shook her head, unable to speak. Staring into his blue eyes, her pussy throbbed in anticipation.

"Very well. Dismissed."

Nora practically ran.

* * *

Nora's heart leapt into her throat as the heavy door screeched closed. She caught her breath against it for a moment, staring into the darkness of the Elder's quarters before checking the time on her pip-boy.

5:19am.

She had been thinking about this moment non-stop for the past 12 hours. She doubted she had even slept an hour.

Maxson's snores had echoed down the hallways as she approached his door, but now that she was inside his room, they didn't seem so loud. Nora dropped a (dark) towel on the floor, using her foot and the light from the hallway to stuff the gap under the door completely. She was glad she had returned to her bunk to retrieve it. Hopefully it would help to filter sound.

Though, the Pryden was metal. It echoed. She'd just need to be careful about… vocalizing.

Nora flicked the light switch, her hand fumbling along the wall as she searched for it. One by one, the lights in his room powered up and her eyes darted to various spots as they were illuminated. The table, with his flight suit folded neatly on top. His terminal, devoid of the bottles that usually littered around it. The couch, with his iconic jacket draped across the back of it. And finally, to Elder Maxson himself, sleeping soundly in his bed.

"Oh my god."

Maxson lay on his side, legs splayed. Blankets twisted around his waist. His hand under the covers. The side of his head pressed into the pillows. Hair adorably mussed. But the first thing she noticed was his body .

Though he was wearing a thin t-shirt, everywhere she looked was covered in coarse, dark hair. She had suspected - and hoped - as much, judging by his beard alone. Hair like that doesn't stay contained on the face. Though the shirt he wore protected him from her greedy eyes, she could still clearly see that beneath the flimsy material his chest was thick and dark as well. The shirt rode up a bit, giving her a glimpse of defined abs, complete with a tantalizing happy trail.

No one could look at Maxson and think he was a small man, but his everyday wear helped to conceal his true size. But now that he was out of that… she could see that he was big. Very big. As she looked over his barrel chest and thick thighs, the word beastly came to mind. A big, hairy, powerful beast.

Her heartbeat was loud in her ears; the thought of touching him however she wanted excited her. It felt odd, sort of wrong, to see such a strong, intimidating man so defenseless. He actually looked… peaceful. No hint of the scowl he usually wore. Just a young man sleeping. She felt like a dirty old woman watching him sleep.

Nora was old enough to be his mother.

A pervert.

And she was about to fuck him awake.

A predator .

She wondered how deep his sleep was; if it was truly so hard to wake him up. Nora crossed the room and ripped off the blanket like a bandaid, watching his face for a reaction, briefly noting that he was wearing shorts. Damn. His hand disappeared down his front - likely gripping himself. She stifled a laugh. Nate used to do the same thing. Her hand found his, and she squeezed it over top his shorts before pulling the hand out and dropping it from up high. It landed heavy on his gut. No reaction. Nora's fingers walked down his happy trail and under the elastic, smoothing her hand down his length and she gasped before melting into a groan.

"You're so big, sir," she whispered, watching his face as she squeezed him, pumped him. She could just barely wrap her hand around him, and he was still soft . She wasn't even sure she could take him, though her pussy was eager to find out. His body reacted, twitching under her hand, but Maxson only spread his lips as a snore dropped his jaw.

Remembering that she actually had a time limit, she checked her pip-boy and cursed. She'd love more than anything to take her time with him, but it she had somehow wasted nearly ten minutes just gawking at him. She stripped her flight suit, standing naked in the Elder's quarters, and propped her pip-boy on a nearby chair for easy reference.

Her heart threatened to burst out of her chest, and she was nearly sick with a mixture of fear and anticipation. Her foot pushed him onto his back, and his limbs splayed everywhere, like a boneless corpse. She dragged a leg off the edge of the bed and kneeled down in the newly vacant spot between his legs. Maxson snored soundly. An intimidating tent lifted his shorts.

God, she was nearly drooling. Her hands smoothed up his thick thighs - groping at them as she went - and in 3, 2, 1 she yanked his shorts down.

He sprang free and slapped her in the cheek. It hurt.

She saw stars .

So heavy and tall, she had no hope of ever taking all of it, but she couldn't wait to try anyway. The head was an innocent sort of pink, completely belying the veiny creature it already was, even half hard. Uncircumcised and with pubes travelling up the shaft, she knew many would call it ugly, but she thought it was the most beautiful dick she had ever seen.

Nora peeled back the foreskin, completely exposing his head before giving it a tentative lick. He was sweaty and salty, but she nearly cried when she tasted soap as well. She counted her blessings, thanking whoever left rigid military grooming in the Brotherhood regulations. Wasteland hygiene standards was honestly what she dreaded the most when she had thought about this moment.

With nothing left stopping her from savouring his dick, she swirled her tongue happily around his head before puckering her lips to suck at him. Maxson groaned, his hand slapping down on his exposed belly, scratching. Nora's heart leapt. Was he waking up?

"Elder," she said clearly, loudly, before sucking on his head again. Her tongue lapped at his slit. She pulled off with a pop.

"Elder Maxson, it's time to wake up." Her voice echoed in the room. The only part of him that reacted was his dick.

Well. If he was going to keep sleeping, then she was going to suck him the way she wanted to.

Nora spit in her hands and used both of them to pump his length, getting him all shiny . Gently, she cradled his balls in her hand, bouncing them lightly to test their weight. So heavy . Everything about him was so deliciously heavy.

Sucking sideways down his length, she lapped along the bulge of his underside until reaching his base. She mouthed at his balls, kissing them repeatedly. They were a bit more… fragrant than the rest of him, but that was fine. A man should stink.

Taking one ball into her mouth, she pumped him as she sucked the sweat from his skin before switching to the other one. When she was done, Nora kissed her way back up up his length. She tried a few times to take him past the head, but short of unhinging her jaw, it was impossible for her. Tomorrow, she'd have to try when he was flaccid.

Nora hummed around his head, the vibrations making his dick perk up. Maxson twitched under her attention, and every so often his snores would hitch. When she tasted the beginnings of precum she pulled back to jack him off, and watched in amazement as her hand forced thick dollops to leak from his cleft.

Fuck.

She smeared it all around his shaft, before diving a wet finger into her pussy. She took a moment to finger fuck herself, adding another finger and gently brushing her thumb against her clit, before collapsing against his thigh, staring up at his dick. It was probably fully hard now, stiff and twitching against his gut, drooling onto his happy trail. She clenched around her fingers, thinking of the limp this thing was going to give her. Precum continued to dribble from the tip. She sighed into his thigh as she fucked herself and held his base, likely squeezing him too hard.

"Elder Maxson," she moaned, her voice less focused than it was before.

And then she slapped his dick against her cheek.

She gasped. To try that with a dick this big was stupid. It hit her hard against her cheekbone, pinched a funny nerve in her jaw, and smeared precum on her face.

She did it again.

The wet slap echoed in the room. The pain and weight of it combined with the heady smell of his dick went straight to her pussy. This time after it hit her, she lifted her head slightly to suck at the tip, humming at the taste of his precum. He twitched under her hand, and Maxson broke a snore to groan.

"Elder," she sang, "If you don't wake up, I'm going to finish you off." She mouthed at his base, before hitting herself with the weight of his dick again, hard enough to leave a bruise. She was slightly startled when fingers tangled in her hair before falling limply to the side. Her eyes darted up at him. Still fucking sleeping.

Her cheek was hot and wet and she listened to the sticky sounds her fingers made as she fucked herself and tried to chase her orgasm. Nora jolted up to bend over his dick. She took him in her mouth as far as she could, wishing she could get far enough to choke on him. The tips of her breasts rubbed against the elastic of his shorts and the motion of her hand rocked her body, the elastic flicking her nipples with nearly every movement.

Nora whined around his head, whining again when she felt him throb, hoping he would spill into her mouth. She let go of his base and grabbed her breast, flicking her nipple, imagining that it was his rough fingers groping her, before darting down to her clit to take over when her thumb cramped. Popping off him, she buried her face in his thigh, frantically biting up as much of his shorts as she could before coming with an almost-scream that cut his snore short.

Nora huffed, looking up at him as she twitched out her orgasm, her eyes glassy and wet. Before long, his snoring started back up again and she fought the urge to slap him awake. Jolting up, she wheeled around to look the time. That had taken longer than she thought!

She wanted to rest for a few minutes, but knew she didn't have the time. She withdrew her fingers, now pruny with her juices, her breath hitching as she thought to make him taste her. Her three fingers fit easily inside his mouth and she rubbed them against his tongue and cheeks, smearing their combined moisture on his lips as she withdrew.

Nora stood and squatted over his dick. She hated this position, but the baseness of it coupled with the disgusting act of fucking a sleeping person made her drip.

Anchoring herself in his thick happy trail, she used her free hand to steady his dick and rub his tip along her lips, humming in approval as she slapped her clit with his heavy head. Nora wasn't nearly stretched enough to take him, but with a glance at her pip-boy, she knew she didn't have the luxury of waiting. She would just have to take time seating herself and then move slowly.

It burned when she eased herself onto his head. Her entrance twitched, sucking on him. Grinding her hips she took him in bit by bit until stopping just after the head was fully seated in her, shell shocked at the feeling of being so full. Nora let out a low whine and hearing it echo in his quarters made her realize his snores had stopped.

She only had a moment to register Maxson cracking his eye open before his instincts kicked in and surged him forward. He threw her on her back. Pinned her wrists by her head. Knocked the breath out of her. Pushed his dick in so fast and so deep that she saw stars. Nora choked down a scream, and Maxson let out a sound that sounded like he had been punched. His holotags dangled in her face. Wide blue eyes stared down at her.

"...Knight? Is this - am I dreaming?" he slurred stupidly.

Nora could do nothing more than gape and gasp at him in response. The mixture of fear, pain, and arousal caused her brain to falter. Her walls spasmed in pain at the feeling of being stretched so suddenly and so wide. Her blood pounded in her ears, and her heart jackhammered at her chest from the excitement and fear of being caught. But that wasn't the only thing she was afraid of - there was a predatory glimmer in Maxson's rapidly darkening eyes as he took in the situation.

There was no doubt in her mind that she was at his mercy, a fact that she was endlessly excited about. Was she about to see him get "beastly"?

He stared at a spot between her tits before bowing his head slightly, cocked to the side. Nora arched her back, offering her breasts for whatever punishment he had in mind. It took her a beat to realize he was only reading her holotags. Flushed, he moved to withdraw.

"Wait wait wait wait - please don't!" she whimpered, the threat of pain kick-starting her brain back into motion. She was panting - trying to regain her breath - and his eyes strayed to her jiggling tits before snapping back up to her face. Maxson sat back a bit on his haunches.

"Are you hurt?" he said, his voice gruff with sleep.

"I'm - okay." Still, she said it through gritted teeth.

"...What is this, Knight?" Though thick and slow, his voice had a dangerous edge to it.

"I'm your wake-up call, sir," she reminded him, breathless.

"You… did this? While I was sleeping?" She nodded slowly, gasping as she felt his heavy cock twitch inside her.

He blinked brokenly, eyes roving down her body, taking in her large, heavy breasts, the soft rolls of her stomach, her c-section scar, and coming to focus on the spot where they joined. His breathing picked up, his shoulders heaving. Waking up to see his favourite Knight impaled on his dick was sexier than any dirty thought he ever had of her. He let go of her wrists and his hands ghosted down her arms, leaving gooseflesh, before coming to rest tentatively on her breasts. Maxson looked up at her for permission. Her hands pressed his into her chest, urging him on, loving the way he enveloped her tits. He bounced them in his hands and thumbed her nipples as he breathed out a laugh.

"Am I…" she began, unsure of how to word her concerns. "Is this okay?" His reaction felt off. Was she missing something? Perhaps this wasn't how he was usually fucked awake? Not that he gave her any real instructions.

"God, yes ," he groaned, practically growling when she pulled his head down towards her breasts. Any doubts she had died right then. Maxson licked his lips.

Then stopped.

He licked again, smacking his mouth and furrowing his brow.

Nora bit down a gleeful smile. "Do you taste that? That's me," she confessed. She pulled his head back down, this time holding it near hers as she whispered into his ear. His holotags clinked against her own. "I fucked myself while you slept, looking at your huge dick. It's so beautiful , sir," she sighed, her voice fluttering. She did a tentative roll of her hips. Maxson swallowed thickly in her ear. "When I came, I cleaned my juicy fingers in your mouth." Nora felt him shudder, heard him exhale in her ear. "Do you like it?" - he nodded fervently - "The taste of my pussy?"

Maxson shoved his face into the mattress, huffing like a brahmin as he came, pulsing inside her. Nora gasped, clutching at his neck as what felt like an impossible amount of hot come was shot inside her. When he had calmed somewhat, he jerked his head towards her, dragging his dry lips along her neck.

"Sorry," he mumbled against her neck. The tips of his ears were hot and red. "Sorry. And I - inside. Sorry."

"It's okay," she said, smoothing her hand through his hair, combing it into place with her fingers. It truly was okay. Though she had fantasies of him lasting hours, it probably wasn't realistic for a man fresh out of his teens. And she loved the feeling of being filled with semen, even if it wasn't the smartest.

By then, he had shrunk enough that it was comfortable for him to move. She gently pushed on him and he got the hint, pulling out of her. They groaned in unison at the feeling, and then again as his come leaked out of her, pooling onto the sheets and leaving a string dangling from his dick.

"It's time to get up anyway," she said, pointing her chin at her pip-boy. He barely glanced at it, his blue eyes still focused on her glistening pussy. On instinct, Nora pulled her legs up and closed them. Her wet lips still peeked out from in between the meat of her thighs, and he stared openly, entranced by the sight of his thick come leaking down her crack.

"Knight, what was my request?" Nora propped herself back on her elbows, quirking an eyebrow.

"You wanted me to wake you. Sir."

He hummed in confirmation, smoothing his hand up her thigh. "At what point would your task be completed? My exact words, Knight."

Nora thought for a moment. "When… you are standing on your feet?"

"Yes." Maxson reached behind his neck and stripped his shirt in one pull, throwing it at her. Nora was stunned, her eyes widening as she took in his incredibly hairy, incredibly built chest. His holotags jingled against his fur. "I refuse to stand until I've made you come, Knight." Nora's gut was punched hot with arousal, and by the glimmer in his eye, he knew it. He shifted his legs, pulling off his shorts as well, though he only dropped them to the floor.

She opened her legs wide, merely to get a better look at Fully Naked Elder Maxson, not minding one bit that he took that to mean something else. He chuckled, pulling her hips towards him, the puddle of come smearing along her backside. She placed his hands on her breasts again, and he pushed them together, pinching and pulling at her nipples. Nora ran her hands over his gorgeous chest, plucking at his nipples as well. His dick twitched against her thigh, already hard again.

Thankfully, young men have short refractory periods.

"But sir - your schedule?" she asked, breathless.

"A squire will be here at 6:45 to deliver my breakfast and hot washing water. Until then -" his hands roamed down to her hips, gripping the generous flesh there. "It's my personal fitness time." His big hands flexed into her. "Will you help me work out, Knight?" Her head bobbed, eyes bright and eager. Nora wrapped her legs around his hips, pulling him closer. He hesitated, and she took the moment to finger herself teasingly, her thumb rubbing slow circles around her clit. He watched for a moment, enthralled, before looking away, clearly troubled.

"Knight -" he began, the blush from his ears spreading to his cheeks. "I'm sorry. I haven't done... This. Before." Nora's eyebrows pinched together. But - the rumors? And he asked for this - oh. 'This.' he said. 'With a woman,' unsaid.

Arthur Maxson slept with men.

"That's okay, sir." She beamed up at him, biting her lip. "I'll teach you." Nora reached out and pumped his wet length before pressing the tip at her entrance. Maxson groaned, running his thumbs along her hip bones. "Go in slow," she whispered, hissing as he slid in. " Yesssssss ," she cooed. Her hands went to her breasts, playing with them as much for her benefit as it was for his.

It felt like he slid in forever, and she closed her eyes, concentrating on the feeling of being stretched, ignoring the parts of her that were still sore from last time. By the time he was as far as she could take, they were both panting.

"Now lift me by the hips -" her eyelids fluttered, and Maxson saw the whites of her eyes "- and fuck me." Nora bit down on her smile, barely containing her glee. "Like I was your hand. Use me -" she gasped as he easily lifted her hips, her shoulders resting on the mattress. Her heels dug into his ass, ready. "- to masturbate."

She heard Maxson take a steadying breath, felt him throb inside her, and then he began to move. Just small, experimental thrusts, holding her in place. Nora smoothed her hands against the sheets, finding the shirt he had thrown at her. She pressed it to her nose, inhaling his scent and opened her eyes, immediately clenching at what she saw.

From this angle, she could see only her breasts and the Elder's head and shoulders as he sat back and fucked her. Her breasts swayed softly with each thrust, but what got to her was how Elder Maxson looked down at her over the bridge of his nose, his blue eyes hazy with lust. His eyes would stray down to her breasts, but they'd always make it back up to her face.

Then he changed from thrusting into her, to thrusting her onto him. This is more of what she wanted, and she stuffed her mouth with his shirt, groaning. She threw her shoulders back with every thrust, giving her tits more jiggle than they would of had normally. By the way his gaze was zeroed in on her chest, Maxson seemed to appreciate it. He was panting, though it wasn't from lifting her on his dick. Maxson held her hips like she weighed nothing, pulling her down on him, experimenting with minute changes in the angle until he found one that made her squeal.

"Keep your voice down, Knight," he ordered, enjoying the way she clenched around him. "I'll be doing that again. Keep quiet this time." She nodded, stuffing her mouth with as much of the shirt as she could get in and burying her face in the crook of her arm.

He pulled her down on him in small, powerful jiggles that rubbed his head against a nub in her pussy. Her legs spasmed around him, digging fiercely into his backside. He tried not to focus on the violent bouncing of her tits, or the way she choked on the sexiest scream he ever heard, or the way her lips were spread sweetly, doing such a good job of taking as much of him as she could, OR the way she flooded his cock with heat when she came.

He cursed and dropped her, hastily pinching around the base of his dick as he slid out of her, his dick wet and bobbing. He would not come again, not without warning. Nora was oblivious. She twitched and oozed on the bed, her abdomen in particular rippling continuously. Maxson watched her movements die down, listened to her voice turn to whimpers.

He did that.

Maxson peeled his shirt off her face and she seemed to remember herself, laughing brokenly and catching his hand with a kiss. Her voice was husky and raw.

"Mmm, Elder, that was, uh -" She blinked at the sight of his shining, twitching cock, dizzy at the thought of that ever being inside her.

"Where do you want it?" He sounded almost normal, if not slightly winded, but Nora could see how his knuckles were nearly white around his dick.

"How close are you?"

Maxson took in a steady breath, his chest swelling. "I'll last long enough to make you come again, Knight," he promised with the same steely ferocity that caused men to shout his name in battle. It went straight to her pussy.

How could she refuse a promise like that?

Nora flopped onto her side and waved her ass at him, taunting, and he lowered himself behind her. Immediately, she wiggled against him, closing the gap between their two bodies. She wasted no time in grinding on him, rubbing her round ass into him, grinning back at him when he rumbled against her. She pulled on his hand, placing his thick fingers on her clit, using her own hand to rub his in a slow circle until he took over.

Maxson buried his face into her hair, breathing deeply. "How do you want to be fucked, soldier?" His voice was hot and rough in her ear and she groaned.

"Yesterday," she panted, "you said that you can get beastly ... why don't you show me what that means?" Maxson breathed out a laugh, hot and heavy in her ear.

"Tell me if I hurt you."

Maxson held her hands behind her back, tying her forearms together with his shirt, loose enough to get free if she needed. Excitement bubbled in her throat, and she practically vibrated in anticipation. He pushed one arm under her head, like a pillow, bracing it across her chest, her face and neck enveloped by arm. He grabbed a handful of breast, kneading it. His other arm left her clit briefly, and hoisted her leg up into the air, the mass of his arm preventing it from doing more than dangle.

He took a moment to enjoy the feeling of her body as he held it captive in his grip, as evidenced by his thick dick twitching against her ass. Nora felt sort of like she was being smothered, but in the best way possible. His chest scratched against her back. He pet her clit and toyed with her nipples. Nora could do little more than writhe and moan, his attention on her clit speeding up as her orgasm neared the surface.

Nora felt like she was his to play with.

She loved it.

"Are you ready, Knight?"

All she could do was whine, nodding, into his arm.

Maxson stopped his attentions and pushed inside her, hissing into her hair. Nora's jaw dropped open and she stilled, spreading as wide as she could, allowing him to get as deep as he wanted. He gave her a moment to adjust to his size before snapping his hips into her, setting a steady pace made brutal by his size.

Her round ass pushed against him - a much-needed buffer for his length - forcing him out, even as her pussy sucked on him. The slapping of skin on skin echoed into the air, her brain numb with pleasure even though her cheeks stung.

Maxson's palm pressed down on her mound, and suddenly, every thrust was hitting that fucking spot again. His beard scratched against her shoulder where he pressed rough kisses to her shoulder and neck. His hand returned to groping at her tit, but when his fingers began to pet her clit again, she let out a sucking whine and his hand clapped against her mouth.

"Hush now, Knight," he hissed into her ear, breathing through his teeth with every pump. She nodded, whining underneath his hand and his attentions. Nora looked down to his fingers flicking furiously at her clit and to her tits bouncing wildly as she was fucked. Maybe he followed her gaze, because he began to growl in her ear.

"You look so good, Nora. So sexy." He abandoned her clit, grabbing a handful of her tit. "Perfect breasts." He moved and clapped heavily on her ass, squeezing. "Perfect ass." He hoisted her leg back up in the air, fumbling at her clit as she clenched around him, his pace faltering. "And this," he smoothed his fingers down her lips, petting her, "So perfect. You feel so good, Knight. So good, so good..." His voice strained against her ear, repeating those two words, his hips stuttering as he redoubled his efforts on her clit.

She could tell he was going to come, but he was trying his hardest not to.

Nora wrenched her head free, nipping at him to let go of her mouth, and twisted her head painfully to look at him. "Sir," she gasped, and his glazed eyes met hers, "it's okay - you can come." For a moment, he looked like he wanted to argue, but instead gave in with a growl, flipping her onto her stomach. His holotags brushed against her back as he crushed her with his weight, and fucked her into the mattress with a ferocity that earned him a series of pillow-muffled yelps from Nora. She nearly did the splits trying to give him more room.

He was grunting something into her hair and it took her a beat to understand that it was her name and the words "so good." He only lasted a few strokes before he moved to withdraw, but Nora had other plans. The tips of her fingers managed to grab a holotag as he pulled away and she squealed, her legs scrambling to trap his, to keep him inside.

"Inside - come inside - me, ahhh ," she groaned, feeling him spill thick and hot deep within her. As he came, he moaned in her ear and his voice was so erotic she nearly came herself. After he took a moment to catch his breath, Maxson sat up and nearly withdrew - she whined - as he rearranged her legs to turn her on her back.

As soon as she was able, she snapped her legs open and lifted her head to watch his dick push back inside her before his hand landed heavy on her hip and thumbed her clit.

"Gentle," she gasped. He hummed, pumping into her leisurely. Even with his softening cock, he was long and substantial, and Nora was so close . Maxson leaned down to lap at her tits, giving them long, lurid licks that caused them to wobble in his wake. God , she never wanted this to end, but as they made eye contact while he latched onto a nipple, it did end, and she came. He was ready to muffle her sounds with his free hand, but she did little more than shudder and gasp as she clenched and twitched around him. Maxson continued to suckle and pet her through it all, finally stopping when she went limp and glassy in his arms.

Maxson collapsed onto his back, his dick sliding out of her. Nora shuddered deliciously as she felt his come ooze from her for the second time that morning. She shuddered again as he pushed an arm under her and pulled her securely against him. For several moments there was only the sound of heavy panting before Maxson broke the silence.

"I would like to kiss you, Knight. May I?" His voice was low, breathless. He stared at her lips.

Nora pulled her arms free of her make-shift bind to throw them around his neck. Maxson hoisted her body up to sprawl her across his chest. Nora combed her fingers through his hair and he kissed her tentative and sweet. A stark contrast to the - frankly - filthy sex they just had. Nora rested her head on his heartbeat and coiled a hand around his tags.

She ached , but it was a delicious ache. Perhaps when the euphoria wore off, she would not be so pleased, but for now she fluttered a sigh against him. His arm curled around her grabbing her breast from behind, even as their chests were pressed together. His other hand smoothed a continuous line up her back and down her rear. He could feel her leak onto his stomach. Maxson snorted.

"I have to say, Knight, I'm surprised." Nora propped her chin on his chest, looking up at him. "I didn't expect such forwardness from you." He went stern, hard, fixing her with his gaze. "But I do feel the need to emphasize that this is unacceptable behaviour. Sexual assault is not tolerated in the Brotherhood." Nora furrowed her brow, and Maxson's ears tinged pink as he continued. "This time, however … I'll let it slide. Though I did give you permission to do "anything," in the future I expect you to obtain explicit consent in regards to sexual activity."

Nora propped herself up on her arms to get a better look at him. "What are you talking about?"

Maxson's eyes strayed momentarily to her heavy breasts, before looking back at her, eyebrow raised slightly. "Knight?"

"This… you asked me to... " Nora's jaw dropped slowly in dawning horror. "My god - you, it was… really just a wake-up call? But… I thought that - the rumors - " She hid her face against his chest, her voice coming out muffled. "Oh my god!"

"... You thought I was asking you to wake me up in this manner?"

She nodded. "I'm so sorry, sir," she mumbled into him. He removed his hand from her breast and raised it to pat her head in reassurance before stalling, and dropping both hands to the mattress.

"No - I'm sorry. My lack of clarity caused you to do something that you regret." He swallowed thickly. "For tomorrow, I will ask someone else to wake me." Her head whipped up to look at him.

"Sir," he watched her jaw clench as she steeled herself. "I do not regret it."

Maxson looked away, almost shyly, as a rare smile quirked his lips - his beautiful , kissable lips. "For the record, Knight, neither do I." Nora wrapped her arms around his neck, capturing those beautiful lips in a giddy kiss. She tried not to grin stupidly at his admission.

Embarrassment blotched on her face. "And I want… to wake you again. Even if it's not. That."

Maxson coughed into his fist, embarrassment evident on his face as well. "Ask me again tonight, but… I do not foresee having any issues with that."

She smiled at that. "Ohh!" she groaned, remembering. "But, that means I really took your first time? Sir…" Her hand drifted down to fumble with his holotags. "I'm sorry. It should have been with someone your age."

"You must be joking, Knight." Both of his hands came to rest on her ass, rubbing her against his semi. She shuddered a sigh. "What young man doesn't wish for his first time to be with a sexy older woman?"

" God !" she laughed, clamping her hands to his mouth. She felt him open his mouth to say something but she continued. "Actually - was that really your first time?" The smile on her face said she already suspected the answer.

He reached up to tug her hands off his face. "Please, don't mock me." She grinned, so he continued. "I'm a tactician. I saw a weakness. I exploited it. But I will take your lack of belief as a sign that you enjoyed it." He brought her wrist up to his lips and kissed a trail up her arm.

"Fishing for compliments?" She lay her head against his heart, watching him kiss her. "Well, you have them." Nora gave an involuntary yawn.

Maxson shook his head. "How did you sleep, Knight?"

"I didn't," she confessed. "I couldn't stop thinking about this." She reached down between her legs and pumped at him. It would be so easy to slip his dick back where it belonged and she toyed with the idea of riding him to completion before they parted ways.

He shuddered. "I, also, was nervous at the thought of you coming into my room." He huffed - a laugh. "I even cleaned up." Nora grinned, giggling.

Maxson cleared his throat. "If you wish," he began, the tips of his ears pink. "You could sleep here. It'll be quieter than the Knight's quarters, and I'll be out of the room all day so no one will bother you."

She smiled up at him. "Okay then. I'll stay here."

He scowled at her pip-boy. It was amazing to think that she hadn't seen his iconic expression once this whole time. "I have to get up," he sighed, giving her a squeeze. She whined as he gently rolled her towards the wall.

Maxson stood and Nora watched him get ready, realizing this was the first time she was seeing the ass she had been thinking of for months. She was determined to watch him, but her eyes drooped closed before he even pulled on a pair of sweats for his short set. She missed him doing chin ups, push ups, and squats . She missed him asking the squire for an additional meal of because he was "especially hungry."

She lurched awake for the hot water scrub down he gave her. He took the opportunity to make her drink some water. Maxson rubbed wet, soothing circles into her sweaty skin - taking extra care to gently wipe his seed from her swollen lips - but she drifted off again before she was able to watch him do the same to himself.

By the time he had pulled on his jumpsuit and jacket, she was snoring soundly. He placed the rest of her water on the chair beside her pip-boy and left the additional meal untouched on the table. Maxson pulled his blanket over her and tucked her in, smoothing her hair away from her face, and locked the door with a heavy click.


End file.
